Rise of the Predacons
by KrissyKat91
Summary: AU When a freak electrical storm triggers the residual AllSpark energy within him, Sam Witwicky finds himself stuck in a body not his own. However, the form the AllSpark has chosen to gift him with is... interesting, to say the least.
1. Transformation

KrissyKat91: We've all read AllSpark!Sam fics, Autobot!Sam fics, or some combination of the two, but I don't think this has ever been done before. Let me know what y'all think.

* * *

Ch. 1: Transformation

Sam was worried. The sky was dark gray and overcast, even though the weatherman had said it would only be partly cloudy, and there was a strong ozone scent in the air.

Pulling his head back through his bedroom window, Sam went about unplugging all the electronics in his room. If a lightning storm was coming, he didn't want to be responsible for the house burning down.

...In fact, he should probably unplug everything else, just in case.

Texting his parents, Miles, and Mikaela to tell them why they wouldn't be able to call the home phone for the foreseeable future, he made his way through the house, pulling plugs as he found them.

He had just unplugged the TV in the living room when it happened.

The electrical storm arrived with a vengeance, and Sam felt every hair on his body stand on end. Then an incredible, indescribable burst of pure power erupted from deep within him. It was almost like that time when he was six and had had the bright idea of sticking a fork in an electrical socket (needless to say, he'd never done _that_ again), but a thousand times worse.

He just barely managed to stagger to the front door and call for Bumblebee before blacking out.

* * *

Sam groaned as he came to. Opening his eyes (and immediately noting the sharp clarity that hadn't been there before), Sam was surprised to find himself in the Autobot medbay, a place he was familiar with, but in a position he'd never been in before: as one of Ratchet's patients.

"Sam? Are you awake?"

At the sound of the voice, Sam lifted his head to see the obnoxiously chartreuse form of the Autobot CMO.

But something was wrong.

He was on the exam table, and should have been about level with the bottom of Ratchet's chestplate. Instead, he found himself looking down at the medic. He had thought of many things to call Ratchet in the time he'd known him, but short had never been one of them.

"_What happened?"_ he asked, or tried to. What came out was a long, low hiss followed by a growl.

Sam froze, eyes wide.

Ratchet winced. "Sam, I need you to remain calm while I explain what happened to you. Can you do that for me?"

Sam nodded slowly, not daring to take his eyes off of the medic, for fear of what he would see if he did.

"Very well." Ratchet paused, apparently gathering his thoughts. "It seems the sudden surge of electricity from the storm triggered the leftover radiation from the AllSpark. From what I have been able to discover, the energy, having never directly dealt with creatures of flesh-and-blood before, seemed to think your organic state was some kind of disease, and sought to remedy the perceived illness. It—it turned you into a Cybertronian, Sam."

"_...Autobot or Decepticon?"_ Sam attempted to ask, trying not to panic when a questioning rumble came out instead.

"I surmise you are attempting to ask which faction it chose."

Sam nodded.

"Your specific type of Cybertronian went extinct by way of the Decepticons not long after the War began. It is neither Autobot nor Decepticon. I believe you might most associate your new form with the mythological creatures known as dragons."

At that, Sam's eyes almost bugged out of his head. Head turning slowly on what he now realized was a far too long neck, Sam took in the black armored, quadrupedal body, the massive, burnt orange wings, and the blade tipped tail...

"Sam, you are a Predacon."

...and promptly fainted.


	2. Surprises

Ch. 2: Surprises

Ratchet sighed, glancing over at Sam.

The young Predacon was sitting on his haunches, studying his new reflection in a large mirror the medic had left in front of the berth for just that purpose, tail twitching absently.

The completely understandable crashing episode aside, the youngling seemed to be taking the changes fairly well. Better than Ratchet, should he have woken up as an organic, and he was mech enough to admit it.

Shaking himself out of his thoughts, the Autobot CMO regarded Sam with a more critical optic.

Though he had, of course, studied their anatomy as extensively as he had that of all other types of Cybertronians, Ratchet had never actually seen a Predacon up close. Even before the War, they had been a notoriously isolated species, which is probably why it had been so easy for Megatron to utterly annihilate them. No one was quite sure why he had done so, though the main theory was that they had represented some sort of threat to the warlord.

At any rate, Sam was possibly the last Predacon in existence. And an impressive specimen he was, at that.

His armor was onyx black, with brick-red joints. His massive wings (which Ratchet had wasted no time in teaching him to retract; their total span was the length of two of the fields humans used for their terribly dangerous sport of football, far too large to remain extended while indoors) were fiery orange, and his Energon relays (visible, unlike those of most Cybertronians), as well as his optics were toxic yellow. It was all Ratchet could do to suppress a shudder of instinctive fear when they rested on him for too long.

His helm was vaguely equine in shape, with three sets of enormous silver horns, fangs as razor-sharp as the talons on his pedes, a lower jaw strut capable of unhinging and parting down the middle to provide maximum biting power, and silver mandibles at the sides to hold prey (or rowdy sparklings) in place. Of all the variants of Cybertronian ever documented, the Predacon was the apex predator.

Movement drew Ratchet out of his musings. Sam was on all fours, tail held out stiffly for balance, and was apparently trying to figure out how to get down without falling flat on his snout.

Ratchet frowned. He certainly hadn't given the youngling permission leave the medbay, never mind get off the berth. Before he could make his protests known (either by words or a well placed wrench to the noggin), the medbay door suddenly opened, and Bumblebee walked in.

Everything happened at once. Bumblebee saw Sam's new form, stopped dead in his tracks, then brought his cannon up. Ratchet slapped it away just nanokliks before it fired, and Sam tumbled off the berth with a startled screech.

* * *

"Let me make sure I have this straight," Optimus said slowly, optics shifting between a sheepish Bumblebee and an irritated Ratchet. He and Ironhide had been drawn to the medbay by Sam's screech, and had nearly made the same mistake Bumblebee had, only to be stalled by Ratchet via a certain battered, misshapen wrench the CMO kept with him for one purpose only.

"The AllSpark viewed Sam's previously organic nature as damage to his structure, and saw fit to 'repair' him by giving him the form of the fastest, strongest, and most altogether lethal breed of Cybertronian to ever walk the surface of our world."

"Indeed," Ratchet growled. "And if a certain scout had simply waited to enter until I commed him, instead of just barging in, I could have informed you in a much more discreet manner, and we could have avoided this whole situation."

Bumblebee's helm drooped. "Sorry, Ratchet. I just wanted to see if Sam was awake."

"And you've seen him—not to mention almost shot him—so. Get. Out. _**Now."**_

Optimus sighed quietly as Bumblebee cowered before the wrath of the CMO, feeling a migraine starting to form behind his optics. It was too early for this.

"Hey," Ironhide, who until now had seemed content to simply watch, suddenly spoke up, "what's th' kid doin'?"

The other Autobots turned as one. Sam had wandered to the other side of the medbay, and was nosing around a berth with a tarp-covered shape on it. He lifted a foreleg, as if to grab the tarp, then seemed to remember he no longer had opposable thumbs, and lowered his helm instead.

"S-Sam," Ratchet called, "wait, don't—"

But it was too late. Sam grabbed the tarp in his sharp dental plates and pulled, revealing the inert form of Jazz.

* * *

Sam stared, frozen, at the sight in front of him. He wasn't sure what had compelled him to pull that tarp off, but now he wished he hadn't.

Ratchet, in the desire to give him a proper send off, had repaired Jazz's body to the point that Sam couldn't see any evidence that he'd been torn in half. He could have been sleeping, were it not for the total lack of sound and movement, and the dull gray cast that had taken the place of bright silver.

As he stared at Jazz, Sam suddenly felt the same energy that had changed him—the power of the AllSpark—rising up within him again, but this time it was different.

Instead of spreading throughout his body, it gathered itself into a ball in his chest, then shot up his throat. He felt his lower jaw split apart and, before he could try to stop it, something like blue/white fire surged out, completely enveloping Jazz.

The next thing Sam knew, he was staring up at the ceiling, wondering what on Earth just happened and why his head was ringing. A glance out the corner of his eyes showed the Autobots in much the same state.

"Man, y'all look like y' got hit wit' a EMP bomb," a familiar voice drawled. "Wha' happened?"

There was about three seconds of dead silence as the inhabitants of the medbay all tried to comprehend what they had just heard. Then everyone scrambled to their feet and stared.

Jazz grinned cheerily. "Yo. Anybot wanna tell me where we are? An' maybe why there's a Predacon in th' room?"


	3. Flight

KrissyKat91: Next chapter up! It's a little stiff, but in my defense, I'm sick. My brain goes fuzzy when I'm sick.

* * *

Ch. 3: Flight

Sam let out a gusting sigh, resting his head on his forelegs.

It had been two days since he'd woken up in the body of a cyber-dragon bigger than Megatron, and in those two days, he'd discovered the hard way that being cooped up indoors for too long did not a friendly Predacon make. Optimus, in order to avoid structural damage to the old Air Force base they were using until they could get their ship out of orbit (and possibly to Jazz, who seemed to have lost all concept of self preservation since his revival), had let him out as long as he promised not to leave the premises.

Yeah. Like he had anywhere else to go.

Giving himself a shake, the Predacon levered his bulk up off the old runway where he'd been effectively sunning himself and stretched like a cat. Spreading his wings (the solar webbing of which was now feeling pleasantly hot), Sam prepared to retract them, then paused.

A dark shape was soaring high overhead. For a split second, Sam thought it was that one flying Decepticon that had managed to get away—what had 'Bee called him? Starscream?—but then the zoom-in feature of his new optics kicked in, and he realized it was just one of those little planes some farmers used to water their fields. With the drought they'd been having (freak electrical storm aside; it hadn't brought a drop of water with it), he could understand why the few farm owners in the area where using them.

Sighing again, Sam watched the plane longingly. All his life, he'd wanted to learn to fly a plane. And now he'd never get the chance... to... oh, man, waitaminute!

Optics going perfectly round, the Predacon's head turned from side to side, taking in his still extended wings. Surely, _surely,_ they were for more than just absorbing solar radiation!

Looking back up at the sky, Sam gulped, or made a sound close enough to it. Optimus was going to kill him, provided Ratchet didn't get to him first.

Setting his jaws in determination, Sam began to gallop down the tarmac. As he reached the end, instinct took over, and with a short jump and a downward thrust of his wings, he was airborne.

* * *

"Sam?" Bumblebee called as he stepped out the door of the building. "Where are you?"

There was no response.

Bumblebee frowned. Optimus had only let Sam out because he'd kept snapping at Jazz (not that he blamed him; Jazz had taken it upon himself to be the resident pain-in-the-skids in the absence of the Twins), and had made him promise not to leave the area. Surely Sam wouldn't disobey him.

'Bee paused. There was a more-or-less straight column of lines gouged into the tarmac, and at the very end was a perfect set of Predacon pedeprints. It looked as if all the weight had shifted to first the hind pedes, then the front, before the whole Predacon had shot straight up and hadn't come... back... down... oh, he didn't. He wouldn't. He couldn't! He'd only been a Predacon for two orns! He couldn't have figured out how to fly already!

Helm whipping up, Bumblebee searched the skies for even a glimpse of the black cyber-dragon. Nothing. He could, he would, he did.

"Prime's going to offline him. And then Ratchet's going to turn what's left into a toaster oven." Groaning softly, Bumblebee switched on his comm. link.

* * *

**Bumblebee to Optimus.**

Pausing in his datawork (away from Cybertron for vorns and he still had to deal with this menace), Optimus raised a servo to the side of his helm.

"Optimus here. What's wrong, Bumblebee?"

**Sam's gone,** was the tired reply. **Judging from the tracks he left, he seems to have discovered the existence of his wings.**

Optimus blinked, then sighed. He couldn't say it surprised him. While he had been researching humans on their world wide web, he'd come across something that he'd seen for himself in one form or another since making contact with this short-lived but incredible species.

Every human, at one point or another, dreamed of being able to fly. That innate desire seemed to be hardwired into every human, no matter their culture or background.

"Just wait for him to return, Bumblebee," the Prime responded after a few clicks of pinching the bridge of his olfactory sensor. "I'll speak to him, but frankly it only surprises me that it took this long for him to realize he can fly."

**Yes, si—wait. I think he's coming back. No, wait, that's not Sam, that's—**

_**BOOM!**_

"Bumblebee!" Optimus shouted. "Bumblebee, what happened?!"

Nothing but static.

"Autobots! Outside now! Something attacked Bumblebee!"

* * *

This—this—Sam didn't know how to describe this. The feeling of the wind beneath his wings, of nothing keeping him in the air but his own strength and stamina. The sheer euphoria of flying, unassisted, thirty thousand feet above the ground. If this was what he had to give up to go back to being human, then he didn't want to go back.

Shaking himself, Sam banked to the right. He'd been up here long enough. Time to go back and face the music.

It only took the Predacon a few minutes to get back to base, and he could immediately tell that something was wrong. Optimus, Ironhide, Ratchet and Jazz were standing in front of the base, their guns out but only half raised.

Standing opposite the Autobots was another Cybertronian, this one decidedly birdlike, with a face as ugly as a shark's behind. Sam recognized him after a moment as one of the Decepticons from Mission City, which led him to believe that it was probably Starscream. Why weren't the Autobots firing at him?

A flash of yellow at the Decepticon's feet caught the Predacon's attention. There, armor blackened, obviously unconscious, was Bumblebee.

Sam saw red. Wings folded, talons hyper extended, Sam dove, shrieking in fury.


	4. Instincts

KrissyKat91: I have seen Godzilla! I have been inspired! The italicized part is written from the perspective of an angry fire breathing lizard instead of an angry teenager. Hopefully it came out as good on the screen as it looked in my head. Also, just to warn y'all, the "s" key on my laptop in being persnickety, so it you see a word that's supposed to have one and doesn't, that's why.

* * *

Ch. 4: Instincts

Starscream mentally grinned, gunning the engines of his altmode. His plan was simple: down one of the Autobots, hold him hostage, force the others to give him Energon, then leave. Whether or not he would offline his hostage remained to be seen. There was no way it could possibly fail.

As he approached the old base those disgusting organics had lent to the Autobots, the Decepticon SIC spotted a dark blur on the horizon, moving in the opposite direction. Inner scientist perking up, he briefly wondered what it was. It was too big to be a bird, and altogether the wrong shape to be any kind of aircraft.

The thing disappeared behind a cloud, and Starscream shook off the scientific curiosity. Now was not the time to be giving in to old impulses.

Dropping altitude, the Seeker was pleased to see the annoying yellow scout was already outside. That just made things easier. Sliding into a smooth glide, he locked onto the Autobot, and fired.

_**BOOM!**_

* * *

Weapons primed, the Autobots rushed out of the base, ready to confront whatever had attacked one of their own. They were not prepared for what they saw.

"I wouldn't come any closer, Autoscum," Starscream sneered. The Decepticon Seeker was standing over the prone form of Bumblebee, cannon aimed at the unconscious scout's Spark.

Ironhide bristled, but a raised servo from Optimus kept him from doing something foolish.

"What do you want, Starscream?" the Autobot Supreme Commander demanded.

"Energon, Prime, and lots of it. If I don't get it, then you can say goodbye to your little yellow bug.

Optimus' optics narrowed. He couldn't just ignore the threat to one of his soldiers, but neither could he give the Seeker what he wanted. They barely had enough Energon to keep themselves sustained.

Fortunately, he didn't have to come up with a reply.

A deafening howl of rage shook the air, and Starscream was violently flung away from Bumblebee by 200 tons of snarling metal dragon.

* * *

_The Predacon shrieked in fury as he slammed into the twitchy thing that dared enter _his _territory and hurt _his _clan._

_The twitchy thing cowered away, the sickly-sweet stench of its fear causing great discomfort to the Predacon's olfactory sensor. Out of the corner of his optic, the Predacon could see clan-elder and clan-healer moving to retrieve his yellow clan-mate, while clan-alpha seemed to be unsure as to whether or not he should interfere, the silver annoyance hovering just behind him._

_Turning his attention back to the twitchy thing, the Predacon only just dodged the beam of painful light it flung at him. Snarling angrily, the Predacon swiped his front talons at it. The twitchy thing screamed in pain (which the Predacon's heightened audio sensors found highly offensive) as blue life's blood fell from the gashes in its chestplate, but it didn't go down._

_Rearing up on his hind pedes, the Predacon reached down deep, past the place where the Flames of Life rested, down to his own, natural fire. He grabbed it, pulled it out, and released it._

_**Shoom!**_

_The twitchy thing screamed again, but somehow, _somehow, _managed to avoid most of his fire, though it didn't get away unscathed. Instead of fighting back, however, it jumped into the air, shifted into another shape, and flew away. No matter; he had its scent. He would hunt it down and make sure it never hurt his clan again._

_The Predacon spread his wings, but before he could take off, his yellow clan-mate was suddenly wrapped around his foreleg, calling out, "Sam, no, don't!"_

_Sam? Who was—oh. That-that was his name, wasn't it? And-and this was Bumblebee. His 'Bee._

And Sam surfaced, gasping, from the depths of his own mind.

* * *

"Will you stop squirming?" Ratchet grumbled as he carefully peeled the last of the burned armor away from Bumblebee's protoform.

"But it hurts!" the little scout protested.

"It wouldn't hurt so much if you would hold still!"

Bumblebee pouted, doing his best to ignore the chortling Predacon curled up in the corner.

It had been about ten breems since Sam's... episode, which nobot had any explanation for, and Ratchet was working on repairing Bumblebee's damaged armor. Unfortunately, they had a limited supply of anesthetics, and the CMO refused to use it on anything less then life threatening damage, so poor 'Bee had to take the pain with the repairs.

That didn't mean he had to like it.

"So, Sam," Bumblebee asked, trying to keep his processor off the pain. "Any luck figuring out what happened back there?"

The massive helm shook negatively, then snapped around as two very human gasps sounded from the doorway. Three pairs of optics—two blue, one yellow—widened at what they saw.

Miles Lancaster and Mikaela Banes stared back, slack-jawed and wide-eyed.

"Sam?" Mikaela breathed, gaping at the Predacon.

Sam just moaned and buried his helm beneath his wings.


End file.
